Shareholders meeting

DOC:SEC:1905/2026-27/166 August 14, 2026 National Stock Exchange of India Limited BSE Limited Exchange Plaza, 5th Floor, Plot No. C/1, Phiroze Jeejeebhoy Towers, G- Block, Bandra – Kurla Complex, Dalal Street, Bandra (East), Mumbai – 400 001 Mumbai – 400 051 SCRIP CODE: 500084 SCRIP CODE: CESC Dear Sir/ Madam, Sub: Notice calling the Forty-Eighth Annual General Meeting and the Annual Report for the Financial Year 2025-26 Pursuant to Regulations 30, 34 and 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ('the Listing Regulations'), it is hereby informed that the Forty-Eighth Annual General Meeting (AGM) of the Members of the Company will be held on Friday, September 11, 2026 at 10:30 A.M. (IST) through Video Conferencing/ Other Audio-Visual Means in compliance with the applicable provisions of the Companies Act, 2013 ('the Act') read with the Rules made thereunder, the Listing Regulations and various circulars issued in this regard by the Ministry of Corporate Affairs and Securities and Exchange Board of India (SEBI). A copy of the Notice convening the AGM ('Notice') is attached herewith alongwith the Annual Report for the Financial Year 2025-26 ('Annual Report') and the same are being circulated through electronic mode to the Members. (Attached as Annexure – A) Additionally in compliance with Regulation 36(1)(b) of the Listing Regulations, please find attached herewith, a copy of the letter which is being sent to those Members whose e-mail IDs are not registered with the Company/ MUFG Intime India Private Limited – Registrar to an Issue and Share Transfer Agent/ Depository Participants, providing the web-link of Company’s website from where the Annual Report for the Financial Year 2025-26 and the Notice convening the Forty-Eighth AGM can be accessed. (Attached as Annexure – B) The Company has fixed, Friday September 4, 2026 as the "Cut-off date" for the purpose of determining the Members eligibility to vote on the resolutions set out in the Notice Copies of the said AGM Notice and the Annual Report are also being uploaded on the website of the Company at https://www.cesc.co.in/home. This is for your information and record please. Thanking you Yours faithfully, For CESC Limited Jagdish Patra Company Secretary & Compliance Officer Encl: As above REGISTERED OFFICE CESC House Chowringhee Square, Kolkata - 700 001 Phone: (033) 2225 6040 (10 lines), 2204 0300, 6634 0300 CIN: L31901WB1978PLC031411 E-mail: secretarial@rpsg.in Website: www.cesc.co.in CESC LIMITED ANNUAL REPORT 2025-26 ANNEXURE-A Transitioning to A GREENER TOMORROW Annual Report 2025-26 What’s Inside? Corporate Overview 2-19 2 About RPSG Group 4 Business Segments and Presence 6 FY 2025-26 in Numbers 8 Management Message 10 Social 14 Governance 16 Board of Directors 18 Awards and Accolades 19 Corporate Information Statutory Reports 20-160 20 Notice 32 Board’s Report 41 Management Discussion and Analysis 58 Report on Corporate Governance 77 Additional Shareholder Information 82 Annual Report on CSR 94 Business Responsibility & Sustainability Report 144 Secretarial Audit Reports 158 Other Particulars 160 Details Pertaining to Remuneration Investor Information CIN : L31901WB1978PLC031411 Financial Statements 161-291 BSE Code : 500084 Standalone Financial Statements NSE Symbol : CESC 161 Independent Auditor’s Report Dividend Declared : 600% i.e. ` 6 per equity share 172 Balance sheet AGM Date and Time : September 11, 2026 at 10:30 AM 173 Statement of Profit & Loss 174 Statement of Cash Flow 176 Statement of Changes in Equity 177 Notes Forming Part of Financial Statements Or simply scan Consolidated Financial Statements 218 Independent Auditor’s Report 228 Balance sheet To access the Company’s Investor Relations page, 229 Statement of Profit & Loss please visit: 230 Statement of Cash Flow https://www.cesc.co.in/ 232 Statement of Changes in Equity home#investor-zone 233 Notes Forming Part of Financial Statements Disclaimer 286 Major Statistics The statements in this report, which may be considered forward-looking 287 Information regarding Subsidiary statements within the meaning of applicable laws and regulations, have been based upon current expectations and projection about Companies etc. future events. The management cannot, however, guarantee that these 291 Office/Plant Locations forward-looking statements will be realised or achieved. Transitioning to A GREENER TOMORROW Renewable energy represents a key Anchored by our subsidiary, Purvah Green pillar of our long-term growth strategy. Power Private Limited, we are executing Through disciplined investments, large-scale renewable energy projects by strategic partnerships and phased developing solar, wind, hybrid and battery project execution, we are building an energy storage projects across India and integrated clean energy platform that building an integrated clean energy complements our conventional power ecosystem, ensuring long-term growth as business while supporting India’s we transition towards a greener utility grid. decarbonisation agenda. Our focus remains on creating scalable renewable assets that deliver sustainable growth, strengthen energy security and generate long-term shareholder value. Annual Report 2025-26 About RPSG Group The Conglomerate at a Glance The RP-Sanjiv Goenka (RPSG) Group is one of India’s leading diversified business groups committed to creating sustainable long-term value for all its stakeholders. Built on a legacy spanning over a century, the Group combines entrepreneurial vision, strategic foresight and disciplined execution to drive growth, innovation and operational excellence across its diverse businesses in India and international markets. With a diversified portfolio spanning power and energy, IT-enabled services, carbon black and chemicals, media and entertainment, sports, retail and FMCG, plantation and healthcare, education and infrastructure, the Group continues to create enduring value through innovation, operational excellence and responsible business practices. Legacy Employees Group Turnover 200 55,000 44,987 + Years + ` Crore Asset Base Shareholders EBITDA 73,221 1.1 8,288 ` Crore Million + ` Crore Diversified Business Portfolio 1 2 IT-Enabled 3 Power Chemicals Services 7 Consumer 6 5 Media & 4 FMCG Sports & Retail Entertainment 8 9 10Education & Plantations Healthcare Infrastructure Corporate Overview Statutory Reports Financial Statements Vision Core Values To be a dynamic conglomerate, Customer First Sustainability driven by sustainable growth, Keep customer at the core Be equally responsible for efficiency, and innovation. of every action people, planet, profits Credibility Execution Excellence Instill trust, confidence and Strive to be the best in everything accountability with our actions we do Risk Taking Agility Dare to go beyond Move ahead of time quickly Humaneness Be fair, respectful, transparent, and sensitive Annual Report 2025-26 Business Segments and Presence Shaping a Diversified Power Portfolio Across India Generation CESC operates a 750 MW generating station at Budge Apart from plants catering to Kolkata operations, Budge (BBGS) and a 135 MW generating station at CESC has built independent generation capacities Garden Reach (Southern). In addition, Haldia Energy to benefit from the opportunities in the sector and Limited (HEL), a 100% subsidiary of the Company, build capabilities in the renewable energy space. This operates a 600 MW generating station at Haldia. HEL has includes two thermal power projects with a capacity of a long-term power purchase agreement (PPA) for selling 600 MW and 40 MW, as well as a solar power project its power to CESC. with a capacity of 18 MW DC. Distribution CESC’s distribution infrastructure serves its 3.78 Million distribution franchisees (DF) in Rajasthan and one in customers in Kolkata, Howrah, Hooghly, North and South Maharashtra. Kota and Bharatpur became operational 24 Parganas in the state of West Be [Showing first 8,000 characters — download PDF for full document]